UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 16, 1997
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LITHIA MOTORS, INC.
(Exact name of registrant as specified in its charter)
Oregon 93-0572810
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
360 E. Jackson Street, Medford, Oregon 97501
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (541) 776-6899
(Former name or former address, if changed since last report): N/A
LITHIA MOTORS, INC.
FORM 8-K
INDEX
Item Description Page
- ---- ----------- ----
Item 2. Acquisition or Disposition of Assets 2
Item 7. Financial Statements and Exhibits 2
Signatures 3
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) On December 16, 1997, Lithia Motors, Inc. (the "Company"), acquired the
inventories, operating assets and intangible assets of Century Ford, Inc.
in Fresno, California, pursuant to an Agreement for Purchase and Sale of
Business Assets (the "Agreement") dated September 1, 1997. Pursuant to
the Agreement, the total purchase price was approximately $12.23 million,
consisting of $2.43 million in cash from the Company's existing cash
balances, $0.8 million financed under the Company's equipment line of
credit and $9.0 million financed through the Company's flooring line of
credit. The Company is leasing the land and facilities from the sellers of
Century Ford, Inc.
There was no previous relationship between the Company and Century Ford,
Inc., nor any of the Company's and Century Ford, Inc.'s affiliates,
officers or directors.
(b) The Company acquired vehicle and parts and supplies inventories, as well as
other assets used in the business of vehicle sales, service and support.
The Company intends to utilize the purchased assets in the same capacity.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS
(a) FINANCIAL STATEMENTS OF THE BUSINESS ACQUIRED
Financial statements for Century Ford, Inc. are not required to be filed.
(b) PRO FORMA FINANCIAL INFORMATION
Pro forma financial information for Century Ford, Inc. is not required to
be filed.
(c) EXHIBITS
The exhibit filed as a part of this report is listed below and this list
constitutes the exhibit index.
2.1 Agreement for Purchase and Sale of Business Assets, by and between
Century Ford, Inc. and the Company, dated September 1, 1997.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: December 23, 1997 LITHIA MOTORS, INC.
By /s/ SIDNEY B. DEBOER
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Sidney B. DeBoer
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
By /s/ BRIAN R. NEILL
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Brian R. Neill
Senior Vice President and
Chief Financial Officer
(Principal Financial and Accounting
Officer)
3